UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934


Date of Report (Date of earliest event reported)         November 12, 2003
                                                 -------------------------------


                                   POINT.360
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             (Exact name of registrant as specified in its charter)


                                   California
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                 (State or other jurisdiction of incorporation)


         0-21917                                  95-4272619
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   (Commission File Number)           (IRS Employer Identification No.)


  7083 Hollywood Boulevard, Suite 200, Hollywood, CA       90028
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   (Address of principal executive offices)              (Zip Code)


                                 (323) 957-7990
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              (Registrant's telephone number, including area code)


          ----------------------------------------------------------
         (Former name or former address, if changed since last report)





Item 7. FINANCIAL STATEMENTS AND EXHIBITS.

   99   Press release dated November 12, 2003.


Item 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

        Point.360 today issued a press release announcing third quarter results.
Included in the press release  issued by the Company and  furnished  herewith as
Exhibit 99 are certain non-GAAP  financial  measures.  Management of the Company
believes such non-GAAP financial measures are useful to investors  assessing the
financial  condition and results of operations and because they exclude  special
charges  which  management  believes  are  atypical  and  unlikely to occur with
regularity in the future.

        A copy of the press release follows as Exhibit 99.



                                   SIGNATURES

        Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

                                                    Point.360
                                        ----------------------------------
                                                  (Registrant)



        Date: November 12, 2003         By: /s/ Alan R. Steel
                                        ----------------------------------
                                            Alan R. Steel
                                            Executive Vice President,
                                            Finance and Administration,
                                            Chief Financial Officer







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